GOLD Strike Closes Initial Tranche of Bought-Deal Financing of Subscription Receipts FOR Gross Proceeds of $16 Million
1910 – 925 West Georgia Street, Vancouver, BC V6C 3L2
Ph: 604.408.6680
www.goldstrikeresourcescorp.com
TSX-V: GSR
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
GOLD STRIKE CLOSES INITIAL TRANCHE OF BOUGHT-DEAL FINANCING OF
SUBSCRIPTION RECEIPTS FOR GROSS PROCEEDS OF $16 MILLION
Vancouver, British Columbia (March 25, 2026) – Gold Strike Resources Corp. (the
“Company” or “GSR”) (TSX-V: GSR) is pleased to announce, further to its news release dated
March 3, 2026, that it has closed the first tranche (“Tranche 1”) of its previously announced private
placement offering (the “ Offering”) of subscription receipts (the “ Subscription Receipts ”),
completed on a “bought-deal” basis by ATB Capital Markets Corp. and Canaccord Genuity Corp.
(together, the “ Underwriters”). The Company has issued an aggregate of 29,090,773
Subscription Receipts at a price of $0.55 per Subscription Receipt (the “ Issue Price ”), for
aggregate gross proceeds of $15,999,925.15, including partial exercise of the over-allotment
option (the “ Over-Allotment Option ”) granted to the Underwriters. The Company has also
received over $1,000,000 of additional committed subscriptions for Subscription Receipts, which
will be included in a second tranche of the Offering (including any additional exercise of the Over-
Allotment Option), which is expected to close on or about April 7, 2026.
Peter Miles, CEO of the Company, commented: “We are pleased to announce the closing of the
initial tranche of our bought-deal financing, which reflects strong investor confidence in our
transformational acquisition of the Florin, the FLR and the RJ gold projects. We are
currently engaging contractors to undertake an approximate 10,000 meter drill program expected
to commence around June 15, 2026, subject to closing of the acquisition. The drill program will
focus on the Florin Project with both infill and exploration drill collar locations being planned.
Sampling and geophysical programs at Gold Strike One and Two, RJ and the FLR claim groups
are also in the planning stages in order to develop addition drill targets across the Company's
extensive portfolio of properties in the prolific Tombstone Gold Belt, Yukon.”
The Offering is being conducted pursuant to an underwriting agreement dated March 25, 2026
between the Company and the Underwriters (the “Underwriting Agreement”), and in connection
with the Company’s proposed acquisition (the “ Acquisition”) of the Florin gold project, the FLR
gold project and the RJ gold project, pursuant to a purchase agreement dated March 2, 2026 (the
“Purchase Agreement ”) among the Company, LIRECA Resources Inc. (“ LIRECA”) and
LIRECA’s affiliate, Florin Resources Inc. For further details of the Acquisition and the Purchase
Agreement, please see the Company’s news release dated March 3, 2026.
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The gross proceeds of Tranche 1 (less 50% of the Cash Commission (as defined below) and
certain expenses of Underwriters) have been deposited into escrow with Computershare Trust
Company of Canada, as subscription receipt agent (“ Computershare”), pursuant to a
subscription receipt agreement dated March 25, 2026 (the “Subscription Receipt Agreement”)
among the Company, the Underwriters and Computershare, and will be released to the Company
upon notice by the Company and the Underwriters to Computershare of satisfaction of the Escrow
Release Conditions (as defined in the Subscription Receipt Agreement), including the satisfaction
or waiver of all conditions to the completion of the Acquisition in accordance with the terms of the
Purchase Agreement, subject to applicable deductions for the remainder of the Cash
Commission. The net proceeds from the Offering are intended to be used to pay the cash
consideration for the Acquisition, to pay transaction expenses related to the Acquisition and the
Offering, to advance exploration and development of the mineral projects being acquired pursuant
to the Acquisition, and for working capital and general corporate purposes.
For their services in connection with Tranche 1 and pursuant to the Underwriting Agreement, the
Underwriters received an aggregate cash commission of $872,104.77 (the “Cash Commission”),
representing 7.0% of the gross proceeds of Tranche 1, but with a reduction to 3.0% for sales
made to investors on the Company’s president’s list. Pursuant to the terms and conditions of the
Subscription Receipt Agreement, 50% of the Cash Commission has been paid to the Underwriters,
and the remainder has been deposited into escrow with Computershare and shall only be payable
to the Underwriters upon satisfaction of the Escrow Release Conditions. Further, upon satisfaction
of the Escrow Release Conditions, the Underwriters shall receive an aggregate of 1,585,644 non-
transferable options (the “ Compensation Options ”) in connection with Tranche 1. Each
Compensation Option will be exercisable for one common share of the Company at the Issue
Price for a period of three years following the satisfaction of the Escrow Release Conditions. The
number of Compensation Options is equal to 7.0% of the number of Subscription Receipts issued
pursuant to Tranche 1, but with a reduction to 3.0% for sales made to investors on the Company’s
president’s list. Pursuant to the Underwriting Agreement, the Underwriters will be entitled to
additional Cash Commission and Compensation Options in connection with any additional
tranche of the Offering, on the same terms as for Tranche 1.
The Subscription Receipts and any underlying securities are subject to a statutory hold period of
four months plus one day under applicable Canadian securities legislation, expiring on July 26,
2026. The Offering remains subject to the final approval of the TSX Venture Exchange.
The securities being offered have not been, nor will they be, registered under the United States
Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or
for the account or benefit of, U.S. persons absent registration or an applicable exemption from
the registration requirements. This news release will not constitute an offer to sell or the solicitation
of an offer to buy nor will there be any sale of the securities in any State in which such offer,
solicitation or sale would be unlawful.
For further details on the Offering and the terms of the Subscription Receipts, please see the
Company’s news release dated March 3, 2026 as well as the Underwriting Agreement, the
Subscription Receipt Agreement and the warrant indenture entered into in connection with the
Offering, copies of which will be filed under the Company’s profile on SEDAR+ at
www.sedarplus.ca.
About the Company
Gold Strike Resources Corp. is a mineral exploration and development company focused on high-
impact properties in Canada. With an award-winning technical team and experienced
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management and board of directors, GSR is based in Vancouver and is listed on the TSX Venture
Exchange (TSX-V: GSR).
GOLD STRIKE RESOURCES CORP.
(signed) “Peter Miles”
Peter Miles
Chief Executive Officer
For additional information on the Company, please contact Mr. Peter Miles, Chief Executive
Officer at (604) 408-6680 or email [email protected] .
To be added to the email distribution list, please email [email protected] with “Gold
Strike” in the subject line.
Cautionary Statements and “Forward-Looking” Information
This news release contains forward-looking statements within the meaning of applicable
securities laws. The use of any of the words “anticipate”, “plan”, “continue”, “expect”, “estimate”,
“objective”, “may”, “will”, “project”, “should”, “predict”, “potential” and similar expressions are
intended to identify forward-looking statements. In particular, this news release contains forward-
looking statements concerning the closing of an additional tranche of the Offering, regulatory
approval of the Offering, closing of the Acquisition, the satisfaction of Escrow Release Conditions,
and the receipt of and the use of proceeds of the Offering, including proposed exploration
programs.
Although the Company believes that the expectations and assumptions on which the forward-
looking statements are based are reasonable, undue reliance should not be placed on the
forward-looking statements because the Company cannot give any assurance that they will prove
correct. Since forward looking statements address future events and conditions, they involve
inherent assumptions, risks and uncertainties. Actual results could differ materially from those
currently anticipated due to a number of assumptions, factors and risks. These assumptions and
risks include, but are not limited to, assumptions and risks associated with mineral exploration
generally and results from anticipated and proposed exploration programs, conditions in the
equity financing markets, and assumptions and risks regarding receipt of regulatory and
shareholder approvals. Exploration activities in Yukon are subject to permitting and regulatory
approvals, seasonal access constraints, engagement with local communities and Indigenous
rights holders, and availability of financing.
Management has provided the above summary of risks and assumptions related to forward
looking statements in this press release in order to provide readers with a more comprehensive
perspective on the Company’s future operations.
The Company’s actual results, performance or achievement could differ materially from those
expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can
be given that any of the events anticipated by the forward-looking statements will transpire or
occur, or if any of them do so, what benefits the Company will derive from them. These forward-
looking statements are made as of the date of this press release, and, other than as required by
applicable securities laws, the Company disclaims any intent or obligation to update publicly any
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forward-looking statements, whether as a result of new information, future events or results or
otherwise.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this
release.